Securities code: 002131 securities abbreviation: Leo Group Co.Ltd(002131) Announcement No.: 2022-006 Leo Group Co.Ltd(002131)
Announcement on the guarantee provided by the company for wholly-owned subsidiaries
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Overview of guarantee
The seventh meeting of the sixth board of directors of Leo Group Co.Ltd(002131) (hereinafter referred to as “the company”) held on January 5, 2022 and the first extraordinary general meeting of the company in 2022 held on January 21, 2022 considered and approved the proposal on the credit scale and guarantee line in 2022, It is agreed that the guarantee provided by the company and its subsidiaries for the wholly-owned subsidiaries included in the consolidated statements shall not exceed RMB 7.697 billion. For details, please refer to the announcement on the guarantee amount in 2022 (Announcement No.: 2022-002) disclosed by the company on Shanghai Securities News, securities times, China Securities News, securities daily and cninfo.com on January 6, 2022.
Recently, the company signed the maximum guarantee contract with Industrial And Commercial Bank Of China Limited(601398) Wenling sub branch (hereinafter referred to as ” Industrial And Commercial Bank Of China Limited(601398) Wenling sub branch”), The company provides joint and several liability guarantee for the performance of all debts formed by handling various agreed businesses between the wholly-owned subsidiary Leo Group Zhejiang Pump Co., Ltd. (hereinafter referred to as “Leo Zhejiang pump”) and Industrial And Commercial Bank Of China Limited(601398) Wenling sub branch from January 4, 2022 to January 4, 2023. The maximum balance of the guarantee is RMB 181.5 million.
2、 Basic information of the guaranteed
Company name: Leo Group Zhejiang Pump Co., Ltd
Date of establishment: December 23, 2015
Registered address: No. 1, 3rd Street, east industrial agglomeration zone, Wenling City, Taizhou City, Zhejiang Province
Legal representative: Yan tufu
Registered capital: 693.69 million yuan
Leo Group Co.Ltd(002131)
Business scope: general items: pump and vacuum equipment manufacturing; Motor manufacturing; Manufacturing of ordinary valves and cocks (excluding manufacturing of special equipment); Mold manufacturing; Metal tool manufacturing; Manufacturing of power electronic components; Manufacturing of special machinery and equipment for water resources; Manufacturing of mechanical and electrical equipment; Manufacturing of machinery specialized in agriculture, forestry, animal husbandry, sideline and fishery; Manufacturing of agricultural, forestry, animal husbandry and fishery machinery accessories; Manufacturing of special equipment for environmental protection; Manufacturing of electrical accessories; General parts manufacturing; Machining of mechanical parts and components; Agricultural machinery manufacturing; General equipment manufacturing (excluding special equipment manufacturing); Special equipment manufacturing (excluding licensed professional equipment manufacturing); Manufacturing of industrial automatic control system devices; Manufacturing of security equipment; Intelligent water system development; Municipal facilities management; Daily mask (non-medical) production; Production of labor protection articles; Manufacturing of industrial textile products; Sales of pumps and vacuum equipment; Sales of mechanical and electrical equipment; Sales of valves and cocks; Mold sales; Sales of power electronic components; Agricultural machinery sales; Sales of agricultural, forestry, animal husbandry, sideline and fishery professional machinery; Sales of agricultural, forestry, animal husbandry and fishery machinery accessories; Sales of special equipment for environmental protection; Sales of mechanical parts and components; Sales of electrical accessories; Wholesale of medical masks; Retail of medical masks; Daily mask (non-medical) sales; Sales of labor protection articles; Sales of class II medical devices; Sales of industrial textile products; Import and export of goods; Technology import and export; Contract energy management; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Sewage treatment and recycling; Energy conservation management services; Engineering management services; Heat production and supply; General mechanical equipment installation services (except for projects that must be approved according to law, business activities shall be carried out independently according to law with business license). Licensed items: production of class II medical devices; Production of medical masks (for items that must be approved according to law, business activities can be carried out only after being approved by relevant departments. The specific business items shall be subject to the approval results).
Relationship between the guaranteed and the company: a wholly-owned subsidiary of the company.
Financial status of the guaranteed:
In 2020, Leo Zhejiang pump achieved an operating revenue of 19654148 yuan and a net profit of 45021528 yuan. As of December 31, 2020, the total assets of Leo Zhejiang pump were 9534.7368 million yuan and the net assets were 6047.6715 million yuan. (the above data are consolidated data)
In the first three quarters of 2021, Leo Zhejiang pump achieved an operating revenue of 2322558400 yuan and a net profit of -258141000 yuan. As of September 30, 2021, the total assets of Leo Zhejiang pump were 9792.9843 million yuan, and the net assets were 5785.952 million yuan. (the above data are consolidated data)
3、 Main contents of guarantee contract
Guarantor: Leo Group Co.Ltd(002131)
Creditor: Industrial And Commercial Bank Of China Limited(601398) Wenling sub branch
Leo Group Co.Ltd(002131)
Debtor: Leo Group Zhejiang Pump Co., Ltd
1. Guaranteed principal creditor’s rights
1.1 the principal creditor’s right guaranteed by the guarantor is from January 4, 2022 to January 4, 2023 (including the starting date and expiration date of this period), within the maximum balance of RMB 181500000.00 (in words: RMB 181.5 million only), the creditor shall, in accordance with the local and foreign currency loan contract, foreign exchange sub loan contract, bank acceptance agreement Creditor’s rights against the debtor due to L / C ISSUANCE agreement / contract, guarantee agreement, international China trade financing agreement, forward foreign exchange settlement and sales agreement and other financial derivatives agreements, precious metals (including precious metals such as gold, silver and platinum, the same below) lease contract and other documents (hereinafter referred to as the main contract), Whether or not the claim has expired at the expiration of the above period.
1.2 the maximum balance mentioned in the above article refers to the sum of the principal balance of the creditor’s rights expressed in RMB on the date when the principal creditor’s rights for which the guarantor bears the guarantee responsibility are determined.
Where the currency of the principal creditor’s right is foreign currency, it shall be converted into RMB according to the central foreign exchange rate published by the creditor; Involving precious metal leasing, According to the conversion formula of converting the principal of precious metal lease creditor’s rights into RMB funds agreed in the precious metal lease contract (if the conversion method agreed in the precious metal lease contract is not applicable on the date when the main creditor’s right is determined, for the purpose of this article, the principal of the precious metal lease creditor’s right shall be converted into RMB capital according to the closing price of the corresponding precious metal variety on the trading day of Shanghai Gold Exchange before the date when the main creditor’s right is determined).
2. Guarantee mode
The surety shall undertake the suretyship liability in the form of joint and several liability suretyship.
3. Scope of guarantee
According to articles 1.1 and 1.2, if the principal creditor’s rights are guaranteed by this contract, the scope of the guarantor’s guarantee includes the principal of the principal creditor’s rights (including the principal of the precious metal lease creditor’s rights and the RMB amount converted according to the precious metal lease contract), interest, precious metal lease fee, compound interest, penalty interest, liquidated damages, damages for the weight of the precious metal lease Exchange rate loss (relevant loss caused by exchange rate change), relevant loss caused by precious metal price change, transaction costs and other expenses incurred by the lessor of precious metal lease contract in exercising corresponding rights according to the main contract, as well as expenses for realizing creditor’s rights (including but not limited to litigation costs, lawyer’s fees, etc.).
4. Guarantee period
4.1 if the main contract is a loan contract or precious metal lease contract, the guarantee period under this contract is three years from the day after the expiration of the loan term or precious metal lease term under the independent contract; If the creditor declares that the loan or precious metal lease expires in advance according to the agreement of the main contract, the guarantee period is the loan or precious metal lease
Three years from the day after the expiration date before Leo Group Co.Ltd(002131) .
4.2 if the main contract is a bank acceptance agreement, the guarantee period is three years from the next day of the creditor’s external commitment.
4.3 if the main contract is to issue a guarantee agreement, the guarantee period is three years from the next day when the creditor performs the guarantee obligation.
4.4 if the main contract is the L / C issuing agreement / contract, the guarantee period is three years from the next day when the creditor pays the payment under the L / C.
4.5 if the main contract is other financing documents, the guarantee period shall be three years from the next day of the maturity or early maturity of the creditor’s rights determined in the independent contract.
4、 Opinions of the board of directors
This guarantee is mainly to meet the business development needs of the company’s wholly-owned subsidiaries, is conducive to business development, and is in line with the overall interests of listed companies. The guarantee object is a wholly-owned subsidiary of the company, so the guarantee risk is small and controllable and will not damage the interests of listed companies.
5、 Accumulated external guarantees and overdue guarantees
As of the disclosure date of this announcement, the actual guarantee balance of the company and its holding subsidiaries was 1873444100 yuan, which were all guarantees of the company to wholly-owned subsidiaries, accounting for 14.44% of the company’s latest audited net assets (consolidated statements in 2020).
As of the disclosure date of this announcement, the company and its holding subsidiaries have not had overdue guarantees, guarantees involving litigation and losses due to the judgment of losing the guarantee.
6、 Documents for future reference
1. Maximum guarantee contract
It is hereby announced.
Leo Group Co.Ltd(002131) board of directors January 26, 2022
